UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): February 13, 2013
ALTISOURCE PORTFOLIO SOLUTIONS S.A.
(Exact name of Registrant as specified in its charter)
Luxembourg |
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001-34354 |
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Not Applicable |
(State or other jurisdiction of incorporation) |
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(Commission File Number) |
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(I.R.S. Employer Identification No.) |
291, Route dArlon
L-1150 Luxembourg
Grand Duchy of Luxembourg
(Address of principal executive offices including zip code)
+352 2469 7900
(Registrants telephone number, including area code)
NOT APPLICABLE
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition
On February 13, 2013, Altisource Portfolio Solutions S.A. (Altisource) issued a press release announcing financial results for its quarter and year ended December 31, 2012. A copy of the press release is attached hereto as Exhibit 99.1.
The information in this Item 2.02, including the information in Exhibit 99.1, is furnished solely pursuant to Item 2.02 of this Form 8-K. Consequently, it is not deemed filed for the purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of that Section. It may only be incorporated by reference in another filing under the Securities Exchange Act of 1934 or Securities Act of 1933 if such subsequent filing specifically references this Item 2.02 of this Form 8-K.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits.
Exhibit No. |
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Description |
Exhibit 99.1 |
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Press release of Altisource Portfolio Solutions S.A. dated February 13, 2013. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: February 13, 2013
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Altisource Portfolio Solutions S.A. | |
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By: |
/s/ Michelle D. Esterman |
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Name: |
Michelle D. Esterman |
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Title: |
Chief Financial Officer |
Exhibit 99.1
FOR IMMEDIATE RELEASE |
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FOR FURTHER INFORMATION CONTACT: |
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Michelle D. Esterman |
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Chief Financial Officer |
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T: +352 2469 7950 |
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E: michelle.esterman@altisource.lu |
ALTISOURCE ANNOUNCES FOURTH QUARTER AND FULL YEAR RESULTS
Luxembourg, Luxembourg, 13 February 2013
Altisource (NASDAQ: ASPS) today reported net income attributable to Altisource of $110.6 million or $4.43 per diluted share for the year ended December 31, 2012, an increase in net income and diluted earnings per share from the year ended December 31, 2011 of 56% and 60%, respectively. Service revenue was $466.9 million for the year ended December 31, 2012, a 39% increase when compared to the year ended December 31, 2011.
2012 was a very strong year for Altisource. We focused on providing high quality services to our largest customer, Ocwen Financial Corporation (Ocwen), while intensifying our efforts on our strategic initiatives to diversify and expand our revenue base said William Shepro, Chief Executive Officer of Altisource.
Net income attributable to Altisource was $30.3 million or $1.20 per diluted share for the quarter ended December 31, 2012, an increase in net income and diluted earnings per share from the quarter ended September 30, 2012 of 12% and 11%, respectively. Fourth quarter 2012 operating profit margins increased from 26% in the third quarter of 2012 to 27%.
William Erbey, Chairman of the Board of Directors, commented We are very pleased with the fourth quarter margin expansion particularly given that we incurred $2.7 million of costs in the fourth quarter related to the creation and separation of the residential asset businesses and we were growing the staff required to support the approximate doubling of Ocwens private label servicing portfolio.
Highlights for the year ended December 31, 2012 include:
· Capitalized Altisource Residential Corporation (Residential) and Altisource Asset Management Corporation (AAMC) with $100.0 million and $5.0 million, respectively, and distributed ownership in these entities to Altisource shareholders;
· Relaunched the consumer real estate portal under the new HubzuTM brand; over 25,000 real estate owned (REO) assets were sold through Hubzu during the year;
· Recognized origination related service revenue of $37.8 million, representing a 72% increase over the year ended December 31, 2011;
· Prepared for 2013 growth from Ocwens December 28, 2012 acquisition of Homeward Residential Holdings, Inc. (Homeward Residential) and its anticipated acquisition of a portion of the Residential Capital, LLC (Residential Capital) loan servicing portfolio and
· Borrowed $200.0 million under a seven-year senior secured term loan facility.
The increase in net income is primarily from stronger service revenue growth in the higher margin Mortgage Services segment relative to the other segments. This was driven by the servicing portfolio growth experienced by Ocwen and expanded origination related services to the Lenders One members.
Gross profit as a percentage of service revenue was 43% for the year ended December 31, 2012 compared to 44% for the year ended December 31, 2011. The decline in gross profit margin is primarily attributable to the costs incurred to develop the rental property management businesses and higher costs in the Technology Services segment to support the accelerated development of the next generation vendor technologies. The Companys next generation technologies are expected to help the Company and its customers substantially reduce employee and vendor costs while maintaining high quality. Excluding the costs to develop the rental property management business and separate Residential and AAMC, the Companys gross profit as a percentage of service revenue was 44% for the year ended December 31, 2012.
Income from operations as a percentage of service revenue improved to 27% for the year ended December 31, 2012 compared to 26% for the year ended December 31, 2011 as selling, general and administrative expenses are growing at a slower pace than service revenue. The benefit was partially offset by the costs incurred to develop the rental property management business. Excluding the costs to develop the rental property management business and separate Residential and AAMC, the Companys income from operations as a percentage of service revenue was 28% for the year ended December 31, 2012.
Separation of Residential and AAMC
In December 2012, the Company completed the capitalization and separation of Residential and AAMC into two separate publicly traded companies. In addition, Altisource completed its platform to provide residential property management, lease brokerage and renovation management services to Residential. Residential and AAMC plan to enter the growing residential single-family rental market with Residential acquiring residential related assets and AAMC providing asset management and advisory services to Residential. With $100 million of initial equity, the Company believes Residential is poised to execute on its strategy of achieving above market returns by acquiring non-performing loans at a lower cost than directly acquiring real estate owned and operating at a lower cost than its competitors.
Outlook
As a result of the growth recently experienced by Ocwen and its announced plans for future growth, the Company expects 2013 to be a strong year and 2014 to be a stronger year. The mortgage servicing industry continues to experience a shift of servicing from traditional financial institutions to non-bank servicers. Altisource believes Ocwen has significant competitive advantages and will continue to grow as a result of the changing landscape, providing growth to Altisource. The Homeward Residential and Residential Capital servicing platforms are expected to be boarded on the Altisource platform during 2013 with the full year benefit experienced in 2014. Further, the Company expects to experience margin expansion in 2014 as it benefits from the operating leverage of the platform.
Forward-Looking Statements
This press release contains forward-looking statements that involve a number of risks and uncertainties. Those forward-looking statements include all statements that are not historical fact, including statements about managements beliefs and expectations. Forward-looking statements are based on managements beliefs as well as assumptions made by and information currently available to management. Because such statements are based on expectations as to future economic performance and are not statements of historical fact, actual results may differ
materially from those projected. The Company undertakes no obligation to update any forward-looking statements whether as a result of new information, future events or otherwise. The risks and uncertainties to which forward-looking statements are subject include, but are not limited to: Altisources ability to retain existing customers and attract new customers; general economic and market conditions; governmental regulations, taxes and policies; availability of adequate and timely sources of liquidity; and other risks and uncertainties detailed in the Forward-Looking Statements, Risk Factors and other sections of the Companys Form 10-K and other filings with the Securities and Exchange Commission.
Webcast
Altisource will host a webcast at 11:00 a.m. EST today to discuss fourth quarter results. A link to the live audio webcast will be available on the Companys website through the Investor Relations home page. Those who want to listen to the call should go to the website fifteen minutes prior to the call to register, download and install any necessary audio software. A replay of the conference call will be available via the website approximately two hours after the conclusion of the call and will remain available for approximately 30 days.
About Altisource
Altisource Portfolio Solutions S.A. (NASDAQ: ASPS) is a global provider of services focused on high-value, technology-enabled knowledge-based solutions principally related to real estate and mortgage portfolio management, asset recovery and customer relationship management. Additional information is available at www.altisource.com.
ALTISOURCE PORTFOLIO SOLUTIONS S.A.
CONSOLIDATED STATEMENT OF OPERATIONS
(Dollars in thousands, except per share data)
Financial Results
Results of operations are as follows for the three and twelve months ended December 31:
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Three months ended |
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Year ended |
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2012 |
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2011 |
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2012 |
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2011 |
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Service revenue |
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Mortgage Services |
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$ |
91,982 |
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$ |
77,174 |
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$ |
351,908 |
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$ |
224,942 |
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Financial Services |
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14,879 |
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16,164 |
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63,979 |
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69,231 |
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Technology Services |
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20,205 |
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14,979 |
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74,189 |
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56,094 |
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Eliminations |
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(5,327 |
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(3,962 |
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(23,147 |
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(15,509 |
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121,739 |
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104,355 |
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466,929 |
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334,758 |
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Reimbursable expenses |
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18,301 |
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25,141 |
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96,147 |
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82,074 |
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Non-controlling interests |
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1,061 |
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2,460 |
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5,284 |
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6,855 |
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Total revenue |
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141,101 |
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131,956 |
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568,360 |
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423,687 |
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Cost of revenue |
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69,115 |
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59,323 |
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270,054 |
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193,775 |
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Reimbursable expenses |
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18,301 |
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25,141 |
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96,147 |
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82,074 |
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Gross profit |
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53,685 |
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47,492 |
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202,159 |
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147,838 |
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Selling, general and administrative expenses |
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20,227 |
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16,644 |
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74,712 |
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62,131 |
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Income from operations |
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33,458 |
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30,848 |
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127,447 |
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85,707 |
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Other (expense) income, net: |
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Interest expense |
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(1,171 |
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(18 |
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(1,210 |
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(85 |
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Other (expense) income, net |
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(688 |
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(73 |
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(1,588 |
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288 |
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Total other (expense) income, net |
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(1,859 |
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(91 |
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(2,798 |
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203 |
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Income before income taxes and non-controlling interests |
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31,599 |
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30,757 |
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124,649 |
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85,910 |
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Income tax provision |
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(245 |
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(2,566 |
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(8,738 |
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(7,943 |
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Net income |
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31,354 |
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28,191 |
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115,911 |
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77,967 |
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Net income attributable to non-controlling interests |
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(1,061 |
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(2,460 |
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(5,284 |
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(6,855 |
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Net income attributable to Altisource |
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$ |
30,293 |
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$ |
25,731 |
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$ |
110,627 |
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$ |
71,112 |
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Earnings per share: |
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Basic |
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$ |
1.30 |
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$ |
1.09 |
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$ |
4.74 |
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$ |
2.92 |
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Diluted |
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$ |
1.20 |
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$ |
1.02 |
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$ |
4.43 |
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$ |
2.77 |
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Weighted average shares outstanding: |
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Basic |
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23,389 |
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23,692 |
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23,358 |
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24,373 |
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Diluted |
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25,162 |
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25,142 |
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24,962 |
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25,685 |
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Transactions with related parties: |
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Revenue |
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$ |
80,736 |
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$ |
76,367 |
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$ |
338,227 |
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$ |
245,262 |
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Selling, general and administrative expenses |
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$ |
629 |
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$ |
541 |
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$ |
2,430 |
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$ |
1,893 |
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Other income |
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$ |
86 |
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$ |
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$ |
86 |
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$ |
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ALTISOURCE PORTFOLIO SOLUTIONS S.A.
CONSOLIDATED BALANCE SHEETS
(Dollars in thousands, except per share data)
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December 31, |
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2012 |
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2011 |
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ASSETS |
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Current assets: |
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Cash and cash equivalents |
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$ |
105,502 |
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$ |
32,125 |
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Accounts receivable, net |
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88,955 |
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52,005 |
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Prepaid expenses and other current assets |
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7,618 |
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5,002 |
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Deferred tax assets, net |
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1,775 |
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1,133 |
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Total current assets |
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203,850 |
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90,265 |
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Premises and equipment, net |
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50,399 |
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25,600 |
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Deferred tax assets, net |
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4,073 |
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4,373 |
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Intangible assets, net |
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56,586 |
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64,950 |
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Goodwill |
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14,915 |
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14,915 |
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Investment in equity affiliate |
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12,729 |
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14,470 |
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Loan to Ocwen |
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75,000 |
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Other assets |
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11,674 |
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9,586 |
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Total assets |
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$ |
429,226 |
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$ |
224,159 |
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LIABILITIES AND EQUITY |
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Current liabilities: |
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Accounts payable and accrued expenses |
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$ |
58,976 |
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$ |
44,867 |
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Current portion of long-term debt |
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2,000 |
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Current portion of capital lease obligations |
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233 |
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634 |
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Other current liabilities |
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10,423 |
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9,939 |
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Total current liabilities |
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71,632 |
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55,440 |
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Long-term debt, less current portion |
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196,027 |
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Capital lease obligations, less current portion |
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202 |
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Other non-current liabilities |
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1,738 |
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2,574 |
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Commitments and contingencies |
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Equity: |
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Common stock ($1.00 par value; 100,000 shares authorized; 25,413 issued and 23,427 outstanding as of December 31, 2012; 25,413 issued and 23,405 outstanding as of December 31, 2011) |
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25,413 |
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25,413 |
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Additional paid-in-capital |
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86,873 |
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83,229 |
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Retained earnings |
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124,127 |
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126,161 |
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Treasury stock, at cost (1,986 shares as of December 31, 2012 and 2,008 shares as of December 31, 2011) |
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(77,954 |
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(72,048 |
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Altisource equity |
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158,459 |
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162,755 |
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Non-controlling interests |
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1,370 |
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3,188 |
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Total equity |
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159,829 |
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165,943 |
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Total liabilities and equity |
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$ |
429,226 |
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$ |
224,159 |
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